QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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75-2386963
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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1341 Horton Circle
Arlington, Texas 76011
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(Address of principal executive offices) (Zip Code)
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(817) 390-8200
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(Registrant’s telephone number, including area code)
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Not Applicable
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(Former name, former address and former fiscal year, if changed since last report)
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Large accelerated filer
ý
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Accelerated filer
¨
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Non-accelerated filer
¨
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Smaller reporting company
¨
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Emerging growth company
¨
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Page
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December 31,
2018 |
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September 30,
2018 |
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(In millions)
(Unaudited) |
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ASSETS
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Cash and cash equivalents
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$
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737.0
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$
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1,473.1
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Restricted cash
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31.3
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32.9
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Total cash, cash equivalents and restricted cash
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768.3
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1,506.0
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Inventories:
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Construction in progress and finished homes
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5,842.8
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5,086.3
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Residential land and lots — developed and under development
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5,596.0
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5,172.4
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Land held for development
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109.8
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96.1
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Land held for sale
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47.0
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40.2
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Total inventory
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11,595.6
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10,395.0
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Mortgage loans held for sale
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622.2
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796.4
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Deferred income taxes, net of valuation allowance of $17.1 million and $17.7 million
at December 31, 2018 and September 30, 2018, respectively
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181.4
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194.0
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Property and equipment, net
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391.1
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401.1
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Other assets
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818.8
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712.9
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Goodwill
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158.4
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109.2
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Total assets
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$
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14,535.8
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$
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14,114.6
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LIABILITIES
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Accounts payable
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$
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697.2
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$
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624.7
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Accrued expenses and other liabilities
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1,198.1
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1,127.5
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Notes payable
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3,342.3
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3,203.5
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Total liabilities
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5,237.6
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4,955.7
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Commitments and contingencies (Note K)
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EQUITY
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Preferred stock, $.10 par value, 30,000,000 shares authorized, no shares issued
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—
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—
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Common stock, $.01 par value, 1,000,000,000 shares authorized, 389,200,668 shares issued
and 373,242,060 shares outstanding at December 31, 2018 and 388,120,243 shares issued
and 376,261,635 shares outstanding at September 30, 2018
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3.9
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3.9
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Additional paid-in capital
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3,107.6
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3,085.0
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Retained earnings
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6,476.2
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6,217.9
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Treasury stock, 15,958,608 shares and 11,858,608 shares at December 31, 2018
and September 30, 2018, respectively, at cost
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(463.0
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)
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(322.4
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)
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Stockholders’ equity
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9,124.7
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8,984.4
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Noncontrolling interests
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173.5
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174.5
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Total equity
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9,298.2
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9,158.9
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Total liabilities and equity
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$
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14,535.8
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$
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14,114.6
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Three Months Ended
December 31, |
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2018
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2017
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(In millions, except per share data)
(Unaudited) |
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Revenues
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$
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3,519.0
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$
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3,332.7
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Cost of sales
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2,751.1
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2,580.1
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Selling, general and administrative expense
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402.8
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384.2
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Gain on sale of assets
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(2.0
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)
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(13.4
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)
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Other (income) expense
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(8.6
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)
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(9.4
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)
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Income before income taxes
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375.7
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391.2
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Income tax expense
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89.0
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202.4
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Net income
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286.7
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188.8
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Net loss attributable to noncontrolling interests
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(0.5
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)
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(0.5
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)
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Net income attributable to D.R. Horton, Inc.
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$
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287.2
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$
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189.3
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Basic net income per common share attributable to D.R. Horton, Inc.
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$
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0.77
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$
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0.50
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Weighted average number of common shares
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375.1
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375.8
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Diluted net income per common share attributable to D.R. Horton, Inc.
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$
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0.76
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$
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0.49
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Adjusted weighted average number of common shares
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380.1
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383.8
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Common
Stock
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Additional
Paid-in
Capital
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Retained
Earnings
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Treasury
Stock
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Non-controlling
Interests
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Total
Equity
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||||||||||||
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(In millions, except common stock share data)
(Unaudited)
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Balances at September 30, 2018 (376,261,635 shares)
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$
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3.9
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$
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3,085.0
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$
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6,217.9
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$
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(322.4
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)
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$
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174.5
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$
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9,158.9
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Cumulative effect of adoption of ASC 606 (see Note A)
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—
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—
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27.1
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—
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—
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27.1
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Net income
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—
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—
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287.2
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—
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(0.5
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)
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286.7
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Exercise of stock options (806,817 shares)
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—
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8.6
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—
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—
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—
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8.6
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Stock issued under employee incentive plans (273,608 shares)
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—
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—
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—
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—
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—
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—
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Cash paid for shares withheld for taxes
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—
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(4.1
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)
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—
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—
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—
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(4.1
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)
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Stock-based compensation expense
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—
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18.1
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—
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—
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—
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18.1
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Cash dividends declared
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—
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—
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(56.0
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)
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—
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—
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(56.0
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)
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||||||
Repurchases of common stock (4,100,000 shares)
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—
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—
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—
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(140.6
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)
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—
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(140.6
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)
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||||||
Distributions to noncontrolling interests
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—
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—
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—
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—
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(0.5
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)
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(0.5
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)
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||||||
Balances at December 31, 2018 (373,242,060 shares)
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$
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3.9
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$
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3,107.6
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$
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6,476.2
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$
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(463.0
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)
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$
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173.5
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$
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9,298.2
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Common
Stock
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Additional
Paid-in
Capital
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Retained
Earnings
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Treasury
Stock
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Non-controlling
Interests
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Total
Equity
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||||||||||||
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(In millions, except common stock share data)
(Unaudited)
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Balances at September 30, 2017 (374,986,079 shares)
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$
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3.8
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$
|
2,992.2
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$
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4,946.0
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$
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(194.9
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)
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$
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0.5
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|
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$
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7,747.6
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Noncontrolling interests acquired
|
—
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—
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—
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|
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—
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|
175.2
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175.2
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||||||
Net income
|
—
|
|
|
—
|
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|
189.3
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—
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(0.5
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)
|
|
188.8
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||||||
Exercise of stock options (916,913 shares)
|
0.1
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|
|
14.7
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|
—
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—
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|
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—
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|
|
14.8
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|
||||||
Stock issued under employee incentive plans (290,974 shares)
|
—
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|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
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||||||
Cash paid for shares withheld for taxes
|
—
|
|
|
(10.3
|
)
|
|
—
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|
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—
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|
|
—
|
|
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(10.3
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)
|
||||||
Stock-based compensation expense
|
—
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|
|
13.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
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13.6
|
|
||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
(47.1
|
)
|
|
—
|
|
|
—
|
|
|
(47.1
|
)
|
||||||
Repurchases of common stock (500,000 shares)
|
—
|
|
|
—
|
|
|
—
|
|
|
(25.4
|
)
|
|
—
|
|
|
(25.4
|
)
|
||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.8
|
)
|
|
(1.8
|
)
|
||||||
Balances at December 31, 2017 (375,693,966 shares)
|
$
|
3.9
|
|
|
$
|
3,010.2
|
|
|
$
|
5,088.2
|
|
|
$
|
(220.3
|
)
|
|
$
|
173.4
|
|
|
$
|
8,055.4
|
|
|
Three Months Ended
December 31, |
||||||
|
2018
|
|
2017
|
||||
|
(In millions)
(Unaudited) |
||||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net income
|
$
|
286.7
|
|
|
$
|
188.8
|
|
Adjustments to reconcile net income to net cash used in operating activities:
|
|
|
|
||||
Depreciation and amortization
|
16.9
|
|
|
16.2
|
|
||
Amortization of discounts and fees
|
2.6
|
|
|
1.2
|
|
||
Stock-based compensation expense
|
18.1
|
|
|
13.6
|
|
||
Equity in earnings of unconsolidated entities
|
(0.6
|
)
|
|
(2.3
|
)
|
||
Distributions of earnings of unconsolidated entities
|
0.5
|
|
|
0.2
|
|
||
Deferred income taxes
|
3.9
|
|
|
126.3
|
|
||
Inventory and land option charges
|
8.0
|
|
|
3.7
|
|
||
Gain on sale of assets
|
(2.0
|
)
|
|
(13.4
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
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Increase in construction in progress and finished homes
|
(500.3
|
)
|
|
(302.3
|
)
|
||
Increase in residential land and lots –
developed, under development, held for development and held for sale
|
(435.9
|
)
|
|
(185.2
|
)
|
||
(Increase) decrease in other assets
|
(34.0
|
)
|
|
4.3
|
|
||
Decrease in mortgage loans held for sale
|
174.2
|
|
|
49.1
|
|
||
Increase in accounts payable, accrued expenses and other liabilities
|
88.8
|
|
|
24.8
|
|
||
Net cash used in operating activities
|
(373.1
|
)
|
|
(75.0
|
)
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Expenditures for property and equipment
|
(20.2
|
)
|
|
(25.3
|
)
|
||
Proceeds from sale of assets
|
10.4
|
|
|
24.8
|
|
||
Expenditures related to multi-family rental properties
|
(11.4
|
)
|
|
(19.1
|
)
|
||
Return of investment in unconsolidated entities
|
4.4
|
|
|
14.9
|
|
||
Net principal (increase) decrease of other mortgage loans and real estate owned
|
(0.6
|
)
|
|
0.1
|
|
||
Payments related to business acquisitions, net of cash acquired
|
(293.0
|
)
|
|
(156.4
|
)
|
||
Net cash used in investing activities
|
(310.4
|
)
|
|
(161.0
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Proceeds from notes payable
|
578.3
|
|
|
1,113.9
|
|
||
Repayment of notes payable
|
(276.1
|
)
|
|
(825.8
|
)
|
||
Payments on mortgage repurchase facility, net
|
(163.8
|
)
|
|
(32.6
|
)
|
||
Proceeds from stock associated with certain employee benefit plans
|
8.6
|
|
|
14.6
|
|
||
Cash paid for shares withheld for taxes
|
(4.1
|
)
|
|
(10.3
|
)
|
||
Cash dividends paid
|
(56.0
|
)
|
|
(47.0
|
)
|
||
Repurchases of common stock
|
(140.6
|
)
|
|
(25.4
|
)
|
||
Distributions to noncontrolling interests, net
|
(0.5
|
)
|
|
(1.7
|
)
|
||
Net cash (used in) provided by financing activities
|
(54.2
|
)
|
|
185.7
|
|
||
DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH
|
(737.7
|
)
|
|
(50.3
|
)
|
||
Cash, cash equivalents and restricted cash at beginning of period
|
1,506.0
|
|
|
1,024.3
|
|
||
Cash, cash equivalents and restricted cash at end of period
|
$
|
768.3
|
|
|
$
|
974.0
|
|
Supplemental disclosures of non-cash activities:
|
|
|
|
||||
Stock issued under employee incentive plans
|
$
|
9.4
|
|
|
$
|
13.9
|
|
Accrual for holdback payment related to acquisition
|
$
|
27.7
|
|
|
$
|
—
|
|
Inventories
|
$
|
271.3
|
|
Other assets
|
14.8
|
|
|
Goodwill
|
49.2
|
|
|
Intangible assets
|
11.3
|
|
|
Other liabilities
|
(25.9
|
)
|
|
Net assets acquired
|
$
|
320.7
|
|
|
East:
|
|
Delaware, Georgia (Savannah only), Maryland, New Jersey, North Carolina, Pennsylvania, South Carolina and Virginia
|
|
Midwest:
|
|
Colorado, Illinois, Indiana, Iowa, Minnesota and Ohio
|
|
Southeast:
|
|
Alabama, Florida, Georgia, Mississippi and Tennessee
|
|
South Central:
|
|
Louisiana, Oklahoma and Texas
|
|
Southwest:
|
|
Arizona and New Mexico
|
|
West:
|
|
California, Hawaii, Nevada, Oregon, Utah and Washington
|
|
|
December 31, 2018
|
||||||||||||||||||||||||||
|
|
Homebuilding
|
|
Forestar (1)
|
|
Financial Services
|
|
Other (2)
|
|
Eliminations (3)
|
|
Other Adjustments (4)
|
|
Consolidated
|
||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Cash and cash equivalents
|
|
$
|
537.5
|
|
|
$
|
154.2
|
|
|
$
|
32.8
|
|
|
$
|
12.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
737.0
|
|
Restricted cash
|
|
8.7
|
|
|
16.1
|
|
|
6.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31.3
|
|
|||||||
Inventories:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Construction in progress and finished homes
|
|
5,840.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
5,842.8
|
|
|||||||
Residential land and lots — developed and under development
|
|
4,949.5
|
|
|
644.7
|
|
|
—
|
|
|
—
|
|
|
(20.4
|
)
|
|
22.2
|
|
|
5,596.0
|
|
|||||||
Land held for development
|
|
61.3
|
|
|
48.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
109.8
|
|
|||||||
Land held for sale
|
|
47.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
47.0
|
|
|||||||
|
|
10,898.2
|
|
|
693.2
|
|
|
—
|
|
|
—
|
|
|
(18.0
|
)
|
|
22.2
|
|
|
11,595.6
|
|
|||||||
Mortgage loans held for sale
|
|
—
|
|
|
—
|
|
|
622.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
622.2
|
|
|||||||
Deferred income taxes, net
|
|
165.0
|
|
|
25.5
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
(9.4
|
)
|
|
181.4
|
|
|||||||
Property and equipment, net
|
|
224.3
|
|
|
1.8
|
|
|
3.6
|
|
|
161.4
|
|
|
—
|
|
|
—
|
|
|
391.1
|
|
|||||||
Other assets
|
|
713.2
|
|
|
27.9
|
|
|
47.1
|
|
|
81.2
|
|
|
(61.3
|
)
|
|
10.7
|
|
|
818.8
|
|
|||||||
Goodwill
|
|
129.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29.2
|
|
|
158.4
|
|
|||||||
|
|
$
|
12,676.1
|
|
|
$
|
918.7
|
|
|
$
|
712.2
|
|
|
$
|
255.1
|
|
|
$
|
(79.0
|
)
|
|
$
|
52.7
|
|
|
$
|
14,535.8
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Accounts payable
|
|
$
|
674.9
|
|
|
$
|
7.4
|
|
|
$
|
10.6
|
|
|
$
|
4.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
697.2
|
|
Accrued expenses and other liabilities
|
|
1,116.3
|
|
|
120.4
|
|
|
35.5
|
|
|
14.4
|
|
|
(73.1
|
)
|
|
(15.4
|
)
|
|
1,198.1
|
|
|||||||
Notes payable
|
|
2,748.7
|
|
|
112.9
|
|
|
473.9
|
|
|
—
|
|
|
—
|
|
|
6.8
|
|
|
3,342.3
|
|
|||||||
|
|
$
|
4,539.9
|
|
|
$
|
240.7
|
|
|
$
|
520.0
|
|
|
$
|
18.7
|
|
|
$
|
(73.1
|
)
|
|
$
|
(8.6
|
)
|
|
$
|
5,237.6
|
|
(1)
|
Amounts are presented on Forestar’s historical cost basis, consistent with the manner in which management evaluates segment performance. All purchase accounting adjustments are included in the Other Adjustments column.
|
(2)
|
Amounts represent the aggregate balances of certain subsidiaries that are immaterial for separate reporting.
|
(3)
|
Amounts represent the elimination of intercompany transactions.
|
(4)
|
Amounts represent purchase accounting adjustments related to the Forestar acquisition.
|
|
|
September 30, 2018
|
||||||||||||||||||||||||||
|
|
Homebuilding
|
|
Forestar (1)
|
|
Financial Services
|
|
Other (2)
|
|
Eliminations (3)
|
|
Other Adjustments (4)
|
|
Consolidated
|
||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Cash and cash equivalents
|
|
$
|
1,111.8
|
|
|
$
|
318.8
|
|
|
$
|
33.7
|
|
|
$
|
8.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,473.1
|
|
Restricted cash
|
|
8.6
|
|
|
16.2
|
|
|
8.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32.9
|
|
|||||||
Inventories:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Construction in progress and finished homes
|
|
5,084.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.9
|
|
|
—
|
|
|
5,086.3
|
|
|||||||
Residential land and lots — developed and under development
|
|
4,689.3
|
|
|
463.1
|
|
|
—
|
|
|
—
|
|
|
(7.2
|
)
|
|
27.2
|
|
|
5,172.4
|
|
|||||||
Land held for development
|
|
61.2
|
|
|
34.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
96.1
|
|
|||||||
Land held for sale
|
|
40.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40.2
|
|
|||||||
|
|
9,875.1
|
|
|
498.0
|
|
|
—
|
|
|
—
|
|
|
(5.3
|
)
|
|
27.2
|
|
|
10,395.0
|
|
|||||||
Mortgage loans held for sale
|
|
—
|
|
|
—
|
|
|
796.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
796.4
|
|
|||||||
Deferred income taxes, net
|
|
176.5
|
|
|
26.9
|
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
(10.5
|
)
|
|
194.0
|
|
|||||||
Property and equipment, net
|
|
207.1
|
|
|
1.8
|
|
|
3.0
|
|
|
189.2
|
|
|
—
|
|
|
—
|
|
|
401.1
|
|
|||||||
Other assets
|
|
673.7
|
|
|
31.4
|
|
|
43.6
|
|
|
0.9
|
|
|
(48.6
|
)
|
|
11.9
|
|
|
712.9
|
|
|||||||
Goodwill
|
|
80.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29.2
|
|
|
109.2
|
|
|||||||
|
|
$
|
12,132.8
|
|
|
$
|
893.1
|
|
|
$
|
884.8
|
|
|
$
|
198.9
|
|
|
$
|
(52.8
|
)
|
|
$
|
57.8
|
|
|
$
|
14,114.6
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Accounts payable
|
|
$
|
612.4
|
|
|
$
|
11.2
|
|
|
$
|
0.2
|
|
|
$
|
4.2
|
|
|
$
|
(3.3
|
)
|
|
$
|
—
|
|
|
$
|
624.7
|
|
Accrued expenses and other liabilities
|
|
1,041.3
|
|
|
95.7
|
|
|
41.9
|
|
|
9.9
|
|
|
(46.1
|
)
|
|
(15.2
|
)
|
|
1,127.5
|
|
|||||||
Notes payable
|
|
2,445.9
|
|
|
111.7
|
|
|
637.7
|
|
|
—
|
|
|
—
|
|
|
8.2
|
|
|
3,203.5
|
|
|||||||
|
|
$
|
4,099.6
|
|
|
$
|
218.6
|
|
|
$
|
679.8
|
|
|
$
|
14.1
|
|
|
$
|
(49.4
|
)
|
|
$
|
(7.0
|
)
|
|
$
|
4,955.7
|
|
(1)
|
Amounts are presented on Forestar’s historical cost basis, consistent with the manner in which management evaluates segment performance. All purchase accounting adjustments are included in the Other Adjustments column.
|
(2)
|
Amounts represent the aggregate balances of certain subsidiaries that are immaterial for separate reporting.
|
(3)
|
Amounts represent the elimination of intercompany transactions and the reclassification of Forestar interest expense to inventory.
|
(4)
|
Amounts represent purchase accounting adjustments related to the Forestar acquisition.
|
|
|
Three Months Ended December 31, 2018
|
||||||||||||||||||||||||||
|
|
Homebuilding
|
|
Forestar (1)
|
|
Financial Services
|
|
Other (2)
|
|
Eliminations (3)
|
|
Other Adjustments (4)
|
|
Consolidated
|
||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Home sales
|
|
$
|
3,410.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,410.6
|
|
Land/lot sales and other
|
|
6.7
|
|
|
38.5
|
|
|
—
|
|
|
6.9
|
|
|
(29.0
|
)
|
|
—
|
|
|
23.1
|
|
|||||||
Financial services
|
|
—
|
|
|
—
|
|
|
85.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
85.3
|
|
|||||||
|
|
3,417.3
|
|
|
38.5
|
|
|
85.3
|
|
|
6.9
|
|
|
(29.0
|
)
|
|
—
|
|
|
3,519.0
|
|
|||||||
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Home sales (5)
|
|
2,729.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.1
|
)
|
|
—
|
|
|
2,728.1
|
|
|||||||
Land/lot sales and other
|
|
5.1
|
|
|
30.7
|
|
|
—
|
|
|
—
|
|
|
(24.4
|
)
|
|
3.6
|
|
|
15.0
|
|
|||||||
Inventory and land option charges
|
|
8.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.0
|
|
|||||||
|
|
2,742.3
|
|
|
30.7
|
|
|
—
|
|
|
—
|
|
|
(25.5
|
)
|
|
3.6
|
|
|
2,751.1
|
|
|||||||
Selling, general and administrative expense
|
|
324.7
|
|
|
5.7
|
|
|
65.6
|
|
|
6.7
|
|
|
—
|
|
|
0.1
|
|
|
402.8
|
|
|||||||
Gain on sale of assets
|
|
(2.0
|
)
|
|
(0.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
(2.0
|
)
|
|||||||
Other (income) expense
|
|
(2.0
|
)
|
|
(1.9
|
)
|
|
(3.9
|
)
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|
(8.6
|
)
|
|||||||
Income before income taxes
|
|
$
|
354.3
|
|
|
$
|
4.9
|
|
|
$
|
23.6
|
|
|
$
|
1.0
|
|
|
$
|
(3.5
|
)
|
|
$
|
(4.6
|
)
|
|
$
|
375.7
|
|
Summary Cash Flow Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Depreciation and amortization
|
|
$
|
14.7
|
|
|
$
|
0.1
|
|
|
$
|
0.4
|
|
|
$
|
1.6
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
16.9
|
|
Cash (used in) provided by operating activities
|
|
$
|
(396.8
|
)
|
|
$
|
(164.1
|
)
|
|
$
|
193.8
|
|
|
$
|
(1.6
|
)
|
|
$
|
—
|
|
|
$
|
(4.4
|
)
|
|
$
|
(373.1
|
)
|
(1)
|
Results are presented on Forestar’s historical cost basis, consistent with the manner in which management evaluates segment performance. All purchase accounting adjustments are included in the Other Adjustments column.
|
(2)
|
Amounts represent the aggregate results of certain subsidiaries that are immaterial for separate reporting.
|
(3)
|
Amounts represent the elimination of intercompany transactions.
|
(4)
|
Amounts represent purchase accounting adjustments related to the Forestar acquisition.
|
(5)
|
Amount in the Eliminations column represents the profit on lots sold from Forestar to the homebuilding segment. Intercompany profit is eliminated in the consolidated financial statements when Forestar sells lots to the homebuilding segment and is recognized in the consolidated financial statements when the homebuilding segment closes homes on the lots to homebuyers.
|
|
|
|
Three Months Ended December 31, 2017
|
||||||||||||||||||||||||||
|
|
Homebuilding
|
|
Forestar (1)
|
|
Financial Services
|
|
Other (2)
|
|
Eliminations (3)
|
|
Other Adjustments (4)
|
|
Consolidated
|
||||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Home sales
|
|
$
|
3,184.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,184.5
|
|
Land/lot sales and other
|
|
36.4
|
|
|
30.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
67.2
|
|
|||||||
Financial services
|
|
—
|
|
|
—
|
|
|
81.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81.0
|
|
|||||||
|
|
3,220.9
|
|
|
30.8
|
|
|
81.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,332.7
|
|
|||||||
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Home sales
|
|
2,521.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,521.5
|
|
|||||||
Land/lot sales and other
|
|
31.2
|
|
|
19.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.4
|
|
|
54.9
|
|
|||||||
Inventory and land option charges
|
|
3.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.7
|
|
|||||||
|
|
2,556.4
|
|
|
19.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.4
|
|
|
2,580.1
|
|
|||||||
Selling, general and administrative expense
|
|
304.8
|
|
|
13.6
|
|
|
61.7
|
|
|
4.0
|
|
|
—
|
|
|
0.1
|
|
|
384.2
|
|
|||||||
Gain on sale of assets
|
|
(13.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13.4
|
)
|
|||||||
Interest expense
|
|
—
|
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|
(2.1
|
)
|
|
—
|
|
|
—
|
|
|||||||
Other (income) expense
|
|
(0.7
|
)
|
|
(8.2
|
)
|
|
(2.9
|
)
|
|
(2.9
|
)
|
|
—
|
|
|
5.3
|
|
|
(9.4
|
)
|
|||||||
Income (loss) before income taxes
|
|
$
|
373.8
|
|
|
$
|
4.0
|
|
|
$
|
22.2
|
|
|
$
|
(1.1
|
)
|
|
$
|
2.1
|
|
|
$
|
(9.8
|
)
|
|
$
|
391.2
|
|
Summary Cash Flow Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Depreciation and amortization
|
|
$
|
13.1
|
|
|
$
|
1.2
|
|
|
$
|
0.4
|
|
|
$
|
1.4
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
16.2
|
|
Cash (used in) provided by operating activities
|
|
$
|
(101.6
|
)
|
|
$
|
(36.2
|
)
|
|
$
|
67.9
|
|
|
$
|
3.0
|
|
|
$
|
—
|
|
|
$
|
(8.1
|
)
|
|
$
|
(75.0
|
)
|
(1)
|
Results are presented from the date of acquisition and on Forestar’s historical cost basis, consistent with the manner in which management evaluates segment performance. All purchase accounting adjustments are included in the Other Adjustments column.
|
(2)
|
Amounts represent the aggregate results of certain subsidiaries that are immaterial for separate reporting.
|
(3)
|
Amount represents the reclassification of Forestar interest expense to inventory.
|
(4)
|
Amounts represent purchase accounting adjustments related to the Forestar acquisition.
|
|
Homebuilding Inventories by Reporting Segment
(1)
|
|
December 31,
2018 |
|
September 30,
2018 |
||||
|
|
(In millions)
|
||||||
East
|
|
$
|
1,311.1
|
|
|
$
|
1,192.0
|
|
Midwest
|
|
831.7
|
|
|
583.1
|
|
||
Southeast
|
|
2,826.0
|
|
|
2,668.7
|
|
||
South Central
|
|
2,610.7
|
|
|
2,439.4
|
|
||
Southwest
|
|
539.4
|
|
|
499.7
|
|
||
West
|
|
2,547.4
|
|
|
2,268.5
|
|
||
Corporate and unallocated (2)
|
|
231.9
|
|
|
223.7
|
|
||
|
|
$
|
10,898.2
|
|
|
$
|
9,875.1
|
|
(1)
|
Homebuilding inventories are the only assets included in the measure of homebuilding segment assets used by the Company’s chief operating decision makers.
|
(2)
|
Corporate and unallocated consists primarily of capitalized interest and property taxes.
|
Homebuilding Results by Reporting Segment
|
|
Three Months Ended
December 31, |
||||||
|
|
2018
|
|
2017
|
||||
|
|
(In millions)
|
||||||
Revenues
|
|
|
|
|
||||
East
|
|
$
|
447.5
|
|
|
$
|
393.0
|
|
Midwest
|
|
249.0
|
|
|
161.4
|
|
||
Southeast
|
|
1,013.9
|
|
|
988.7
|
|
||
South Central
|
|
872.5
|
|
|
808.8
|
|
||
Southwest
|
|
143.6
|
|
|
156.4
|
|
||
West
|
|
690.8
|
|
|
712.6
|
|
||
|
|
$
|
3,417.3
|
|
|
$
|
3,220.9
|
|
Inventory and Land Option Charges
|
|
|
|
|
||||
East
|
|
$
|
1.4
|
|
|
$
|
(0.1
|
)
|
Midwest
|
|
0.3
|
|
|
0.2
|
|
||
Southeast
|
|
1.2
|
|
|
1.1
|
|
||
South Central
|
|
0.5
|
|
|
1.3
|
|
||
Southwest
|
|
0.1
|
|
|
0.8
|
|
||
West
|
|
4.5
|
|
|
0.4
|
|
||
|
|
$
|
8.0
|
|
|
$
|
3.7
|
|
Income before Income Taxes (1)
|
|
|
|
|
||||
East
|
|
$
|
38.0
|
|
|
$
|
45.0
|
|
Midwest
|
|
10.6
|
|
|
13.3
|
|
||
Southeast
|
|
112.3
|
|
|
122.5
|
|
||
South Central
|
|
106.0
|
|
|
101.5
|
|
||
Southwest
|
|
17.6
|
|
|
14.7
|
|
||
West
|
|
69.8
|
|
|
76.8
|
|
||
|
|
$
|
354.3
|
|
|
$
|
373.8
|
|
(1)
|
Expenses maintained at the corporate level consist primarily of interest and property taxes, which are capitalized and amortized to cost of sales or expensed directly, and the expenses related to operating the Company’s corporate office. The amortization of capitalized interest and property taxes is allocated to each homebuilding segment based on the segment’s cost of sales, while expenses associated with the corporate office are allocated to each homebuilding segment based on the segment’s inventory balances.
|
|
|
December 31,
2018 |
|
September 30,
2018 |
||||
|
|
(In millions)
|
||||||
Homebuilding:
|
|
|
|
|
||||
Unsecured:
|
|
|
|
|
||||
Revolving credit facility, maturing 2023
|
|
$
|
300.0
|
|
|
$
|
—
|
|
3.75% senior notes due 2019
|
|
499.9
|
|
|
499.6
|
|
||
4.0% senior notes due 2020
|
|
499.0
|
|
|
498.8
|
|
||
2.55% senior notes due 2020
|
|
398.2
|
|
|
397.9
|
|
||
4.375% senior notes due 2022
|
|
348.5
|
|
|
348.4
|
|
||
4.75% senior notes due 2023
|
|
298.7
|
|
|
298.7
|
|
||
5.75% senior notes due 2023
|
|
398.1
|
|
|
398.0
|
|
||
Other secured notes
|
|
6.3
|
|
|
4.5
|
|
||
|
|
2,748.7
|
|
|
2,445.9
|
|
||
Forestar:
|
|
|
|
|
||||
Unsecured:
|
|
|
|
|
||||
Revolving credit facility, maturing 2021
|
|
—
|
|
|
—
|
|
||
3.75% convertible senior notes due 2020
|
|
119.7
|
|
|
119.9
|
|
||
|
|
119.7
|
|
|
119.9
|
|
||
Financial Services:
|
|
|
|
|
||||
Mortgage repurchase facility, maturing 2019
|
|
473.9
|
|
|
637.7
|
|
||
|
|
$
|
3,342.3
|
|
|
$
|
3,203.5
|
|
|
|
Three Months Ended
December 31, |
||||||
|
|
2018
|
|
2017
|
||||
|
|
(In millions)
|
||||||
Capitalized interest, beginning of period
|
|
$
|
162.7
|
|
|
$
|
167.9
|
|
Interest incurred (1)
|
|
31.7
|
|
|
31.0
|
|
||
Interest charged to cost of sales
|
|
(25.6
|
)
|
|
(28.6
|
)
|
||
Capitalized interest, end of period
|
|
$
|
168.8
|
|
|
$
|
170.3
|
|
(1)
|
Interest incurred included interest on the Company's mortgage repurchase facility of
$3.3 million
and
$2.1 million
in the
three months
ended
December 31, 2018
and
2017
, respectively, and interest incurred by Forestar of
$1.3 million
and
$0.1 million
.
|
|
|
Three Months Ended
December 31, |
||||||
|
|
2018
|
|
2017
|
||||
|
|
(In millions)
|
||||||
Numerator:
|
|
|
|
|
||||
Net income attributable to D.R. Horton, Inc.
|
|
$
|
287.2
|
|
|
$
|
189.3
|
|
Denominator:
|
|
|
|
|
||||
Denominator for basic earnings per share — weighted average common shares
|
|
375.1
|
|
|
375.8
|
|
||
Effect of dilutive securities:
|
|
|
|
|
||||
Employee stock awards
|
|
5.0
|
|
|
8.0
|
|
||
Denominator for diluted earnings per share — adjusted weighted average common shares
|
|
380.1
|
|
|
383.8
|
|
||
|
|
|
|
|
||||
Basic net income per common share attributable to D.R. Horton, Inc.
|
|
$
|
0.77
|
|
|
$
|
0.50
|
|
Diluted net income per common share attributable to D.R. Horton, Inc.
|
|
$
|
0.76
|
|
|
$
|
0.49
|
|
|
|
Three Months Ended
December 31, |
||||||
|
|
2018
|
|
2017
|
||||
|
|
(In millions)
|
||||||
Warranty liability, beginning of period
|
|
$
|
202.0
|
|
|
$
|
143.7
|
|
Warranties issued
|
|
18.0
|
|
|
16.4
|
|
||
Changes in liability for pre-existing warranties
|
|
5.5
|
|
|
6.8
|
|
||
Settlements made
|
|
(19.9
|
)
|
|
(17.5
|
)
|
||
Warranty liability, end of period
|
|
$
|
205.6
|
|
|
$
|
149.4
|
|
|
Three Months Ended
December 31, |
||||||
|
2018
|
|
2017
|
||||
|
(In millions)
|
||||||
Reserves for legal claims, beginning of period
|
$
|
408.1
|
|
|
$
|
420.6
|
|
Increase in reserves
|
11.6
|
|
|
10.6
|
|
||
Payments
|
(7.5
|
)
|
|
(11.5
|
)
|
||
Reserves for legal claims, end of period
|
$
|
412.2
|
|
|
$
|
419.7
|
|
|
|
December 31,
2018 |
|
September 30, 2018
|
||||
|
|
(In millions)
|
||||||
Earnest money and refundable deposits
|
|
$
|
474.0
|
|
|
$
|
445.2
|
|
Insurance receivables
|
|
57.8
|
|
|
54.6
|
|
||
Other receivables
|
|
73.2
|
|
|
81.7
|
|
||
Prepaid assets
|
|
36.4
|
|
|
36.9
|
|
||
Rental properties
|
|
31.8
|
|
|
39.2
|
|
||
Multi-family property held for sale
|
|
43.6
|
|
|
—
|
|
||
Contract assets - insurance agency commissions
|
|
33.4
|
|
|
—
|
|
||
Other
|
|
68.6
|
|
|
55.3
|
|
||
|
|
$
|
818.8
|
|
|
$
|
712.9
|
|
|
|
December 31,
2018 |
|
September 30, 2018
|
||||
|
|
(In millions)
|
||||||
Reserves for legal claims
|
|
$
|
412.2
|
|
|
$
|
408.1
|
|
Employee compensation and related liabilities
|
|
205.5
|
|
|
252.5
|
|
||
Warranty liability
|
|
205.6
|
|
|
202.0
|
|
||
Accrued interest
|
|
35.7
|
|
|
14.8
|
|
||
Federal and state income tax liabilities
|
|
122.1
|
|
|
35.2
|
|
||
Inventory related accruals
|
|
42.2
|
|
|
45.5
|
|
||
Customer deposits
|
|
54.6
|
|
|
58.1
|
|
||
Accrued property taxes
|
|
26.1
|
|
|
38.0
|
|
||
Other
|
|
94.1
|
|
|
73.3
|
|
||
|
|
$
|
1,198.1
|
|
|
$
|
1,127.5
|
|
|
|
|
Fair Value at December 31, 2018
|
||||||||||||||
|
Balance Sheet Location
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
|
|
(In millions)
|
||||||||||||||
Debt securities collateralized by residential real estate
|
Other assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3.9
|
|
|
$
|
3.9
|
|
Mortgage loans held for sale (a)
|
Mortgage loans held for sale
|
|
—
|
|
|
608.9
|
|
|
9.2
|
|
|
618.1
|
|
||||
Derivatives not designated as hedging instruments (b):
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate lock commitments
|
Other assets
|
|
—
|
|
|
17.0
|
|
|
—
|
|
|
17.0
|
|
||||
Forward sales of mortgage-backed securities
|
Other liabilities
|
|
—
|
|
|
(8.0
|
)
|
|
—
|
|
|
(8.0
|
)
|
||||
Best-efforts and mandatory commitments
|
Other liabilities
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
|
|
|
Fair Value at September 30, 2018
|
||||||||||||||
|
Balance Sheet Location
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
|
|
|
(In millions)
|
||||||||||||||
Debt securities collateralized by residential real estate
|
Other assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3.9
|
|
|
$
|
3.9
|
|
Mortgage loans held for sale (a)
|
Mortgage loans held for sale
|
|
—
|
|
|
784.6
|
|
|
7.8
|
|
|
792.4
|
|
||||
Derivatives not designated as hedging instruments (b):
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate lock commitments
|
Other assets
|
|
—
|
|
|
10.5
|
|
|
—
|
|
|
10.5
|
|
||||
Forward sales of mortgage-backed securities
|
Other assets
|
|
—
|
|
|
3.3
|
|
|
—
|
|
|
3.3
|
|
||||
Best-efforts and mandatory commitments
|
Other assets
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
(a)
|
The Company typically elects the fair value option upon origination for mortgage loans held for sale. Interest income earned on mortgage loans held for sale is based on contractual interest rates and included in other income. Mortgage loans held for sale valued using Level 3 inputs at
December 31, 2018
and
September 30, 2018
include
$9.2 million
and
$7.8 million
, respectively, of loans for which the Company elected the fair value option upon origination and did not sell into the secondary market. The fair value of these mortgage loans held for sale is generally calculated considering pricing in the secondary market and adjusted for the value of the underlying collateral, including interest rate risk, liquidity risk and prepayment risk. The Company plans to sell these loans as market conditions permit.
|
(b)
|
Fair value measurements of these derivatives represent changes in fair value, as calculated by reference to quoted prices for similar assets, and are reflected in the balance sheet as other assets or accrued expenses and other liabilities. Changes in the fair value of these derivatives are included in revenues in the consolidated statements of operations.
|
|
|
|
Fair Value at
December 31, 2018 |
|
Fair Value at
September 30, 2018 |
||||||||||||
|
Balance Sheet Location
|
|
Level 2
|
|
Level 3
|
|
Level 2
|
|
Level 3
|
||||||||
|
|
|
(In millions)
|
||||||||||||||
Inventory held and used (a) (b)
|
Inventories
|
|
$
|
—
|
|
|
$
|
5.4
|
|
|
$
|
—
|
|
|
$
|
4.4
|
|
Inventory available for sale (a) (c)
|
Inventories
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.4
|
|
||||
Mortgage loans held for sale (a) (d)
|
Mortgage loans held for sale
|
|
1.5
|
|
|
0.3
|
|
|
—
|
|
|
2.9
|
|
||||
Other mortgage loans (a) (e)
|
Other assets
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1.0
|
|
(a)
|
The fair values included in the table above represent only those assets whose carrying values were adjusted to fair value as a result of impairment in the respective period and were held at the end of the period.
|
(b)
|
In performing its impairment analysis of communities, discount rates ranging from
12%
to
14%
were used in the periods presented.
|
(c)
|
The fair value of inventory available for sale was determined based on recent offers received from outside third parties, comparable sales or actual contracts.
|
(d)
|
These mortgage loans have some degree of impairment affecting their marketability and are valued at the lower of carrying value or fair value. When available, quoted prices in the secondary market are used to determine fair value (Level 2); otherwise, a cash flow valuation model is used to determine fair value (Level 3).
|
(e)
|
The fair value of other mortgage loans was determined based on the value of the underlying collateral.
|
|
Carrying Value
|
|
Fair Value at December 31, 2018
|
||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|||||||||||
|
(In millions)
|
||||||||||||||||||
Cash and cash equivalents (a)
|
$
|
737.0
|
|
|
$
|
737.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
737.0
|
|
Restricted cash (a)
|
31.3
|
|
|
31.3
|
|
|
—
|
|
|
—
|
|
|
31.3
|
|
|||||
Notes payable (b) (c)
|
3,342.3
|
|
|
—
|
|
|
2,585.9
|
|
|
780.2
|
|
|
3,366.1
|
|
|
Carrying Value
|
|
Fair Value at September 30, 2018
|
||||||||||||||||
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|||||||||||
|
(In millions)
|
||||||||||||||||||
Cash and cash equivalents (a)
|
$
|
1,473.1
|
|
|
$
|
1,473.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,473.1
|
|
Restricted cash (a)
|
32.9
|
|
|
32.9
|
|
|
—
|
|
|
—
|
|
|
32.9
|
|
|||||
Notes payable (b) (c)
|
3,203.5
|
|
|
—
|
|
|
2,602.6
|
|
|
642.2
|
|
|
3,244.8
|
|
(a)
|
The fair values of cash, cash equivalents and restricted cash approximate their carrying values due to their short-term nature and are classified as Level 1 within the fair value hierarchy.
|
(b)
|
The fair value of the senior notes is determined based on quoted prices, which is classified as Level 2 within the fair value hierarchy.
|
(c)
|
The fair values of other secured notes and borrowings on the revolving credit facilities and the mortgage repurchase facility approximate carrying value due to their short-term nature or floating interest rate terms, as applicable, and are classified as Level 3 within the fair value hierarchy.
|
|
|
D.R.
Horton, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
458.8
|
|
|
$
|
32.8
|
|
|
$
|
245.4
|
|
|
$
|
—
|
|
|
$
|
737.0
|
|
Restricted cash
|
|
6.8
|
|
|
1.9
|
|
|
22.6
|
|
|
—
|
|
|
31.3
|
|
|||||
Investment in subsidiaries
|
|
6,540.2
|
|
|
—
|
|
|
—
|
|
|
(6,540.2
|
)
|
|
—
|
|
|||||
Inventories
|
|
4,368.0
|
|
|
6,516.3
|
|
|
729.3
|
|
|
(18.0
|
)
|
|
11,595.6
|
|
|||||
Mortgage loans held for sale
|
|
—
|
|
|
—
|
|
|
622.2
|
|
|
—
|
|
|
622.2
|
|
|||||
Deferred income taxes, net
|
|
64.2
|
|
|
98.3
|
|
|
17.1
|
|
|
1.8
|
|
|
181.4
|
|
|||||
Property and equipment, net
|
|
112.6
|
|
|
82.2
|
|
|
203.2
|
|
|
(6.9
|
)
|
|
391.1
|
|
|||||
Other assets
|
|
322.7
|
|
|
390.7
|
|
|
168.3
|
|
|
(62.9
|
)
|
|
818.8
|
|
|||||
Goodwill
|
|
—
|
|
|
129.2
|
|
|
29.2
|
|
|
—
|
|
|
158.4
|
|
|||||
Intercompany receivables
|
|
676.1
|
|
|
—
|
|
|
—
|
|
|
(676.1
|
)
|
|
—
|
|
|||||
Total Assets
|
|
$
|
12,549.4
|
|
|
$
|
7,251.4
|
|
|
$
|
2,037.3
|
|
|
$
|
(7,302.3
|
)
|
|
$
|
14,535.8
|
|
LIABILITIES & EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable and other liabilities
|
|
$
|
663.5
|
|
|
$
|
1,057.8
|
|
|
$
|
245.5
|
|
|
$
|
(71.5
|
)
|
|
$
|
1,895.3
|
|
Intercompany payables
|
|
—
|
|
|
391.2
|
|
|
284.9
|
|
|
(676.1
|
)
|
|
—
|
|
|||||
Notes payable
|
|
2,747.6
|
|
|
1.1
|
|
|
593.6
|
|
|
—
|
|
|
3,342.3
|
|
|||||
Total Liabilities
|
|
3,411.1
|
|
|
1,450.1
|
|
|
1,124.0
|
|
|
(747.6
|
)
|
|
5,237.6
|
|
|||||
Stockholders’ equity
|
|
9,138.3
|
|
|
5,801.3
|
|
|
738.9
|
|
|
(6,553.8
|
)
|
|
9,124.7
|
|
|||||
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
174.4
|
|
|
(0.9
|
)
|
|
173.5
|
|
|||||
Total Equity
|
|
9,138.3
|
|
|
5,801.3
|
|
|
913.3
|
|
|
(6,554.7
|
)
|
|
9,298.2
|
|
|||||
Total Liabilities & Equity
|
|
$
|
12,549.4
|
|
|
$
|
7,251.4
|
|
|
$
|
2,037.3
|
|
|
$
|
(7,302.3
|
)
|
|
$
|
14,535.8
|
|
|
|
D.R.
Horton, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
908.1
|
|
|
$
|
158.7
|
|
|
$
|
406.3
|
|
|
$
|
—
|
|
|
$
|
1,473.1
|
|
Restricted cash
|
|
6.6
|
|
|
2.0
|
|
|
24.3
|
|
|
—
|
|
|
32.9
|
|
|||||
Investment in subsidiaries
|
|
6,344.9
|
|
|
—
|
|
|
—
|
|
|
(6,344.9
|
)
|
|
—
|
|
|||||
Inventories
|
|
4,037.1
|
|
|
5,824.1
|
|
|
545.0
|
|
|
(11.2
|
)
|
|
10,395.0
|
|
|||||
Mortgage loans held for sale
|
|
—
|
|
|
—
|
|
|
796.4
|
|
|
—
|
|
|
796.4
|
|
|||||
Deferred income taxes, net
|
|
69.2
|
|
|
105.0
|
|
|
17.3
|
|
|
2.5
|
|
|
194.0
|
|
|||||
Property and equipment, net
|
|
111.2
|
|
|
66.1
|
|
|
230.7
|
|
|
(6.9
|
)
|
|
401.1
|
|
|||||
Other assets
|
|
306.6
|
|
|
361.3
|
|
|
90.2
|
|
|
(45.2
|
)
|
|
712.9
|
|
|||||
Goodwill
|
|
—
|
|
|
80.0
|
|
|
29.2
|
|
|
—
|
|
|
109.2
|
|
|||||
Intercompany receivables
|
|
246.2
|
|
|
27.3
|
|
|
—
|
|
|
(273.5
|
)
|
|
—
|
|
|||||
Total Assets
|
|
$
|
12,029.9
|
|
|
$
|
6,624.5
|
|
|
$
|
2,139.4
|
|
|
$
|
(6,679.2
|
)
|
|
$
|
14,114.6
|
|
LIABILITIES & EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts payable and other liabilities
|
|
$
|
590.8
|
|
|
$
|
1,000.4
|
|
|
$
|
210.1
|
|
|
$
|
(49.1
|
)
|
|
$
|
1,752.2
|
|
Intercompany payables
|
|
—
|
|
|
—
|
|
|
273.5
|
|
|
(273.5
|
)
|
|
—
|
|
|||||
Notes payable
|
|
2,443.9
|
|
|
2.1
|
|
|
757.5
|
|
|
—
|
|
|
3,203.5
|
|
|||||
Total Liabilities
|
|
3,034.7
|
|
|
1,002.5
|
|
|
1,241.1
|
|
|
(322.6
|
)
|
|
4,955.7
|
|
|||||
Stockholders’ equity
|
|
8,995.2
|
|
|
5,622.0
|
|
|
722.8
|
|
|
(6,355.6
|
)
|
|
8,984.4
|
|
|||||
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
175.5
|
|
|
(1.0
|
)
|
|
174.5
|
|
|||||
Total Equity
|
|
8,995.2
|
|
|
5,622.0
|
|
|
898.3
|
|
|
(6,356.6
|
)
|
|
9,158.9
|
|
|||||
Total Liabilities & Equity
|
|
$
|
12,029.9
|
|
|
$
|
6,624.5
|
|
|
$
|
2,139.4
|
|
|
$
|
(6,679.2
|
)
|
|
$
|
14,114.6
|
|
|
|
D.R.
Horton, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Revenues
|
|
$
|
1,335.7
|
|
|
$
|
2,081.7
|
|
|
$
|
130.6
|
|
|
$
|
(29.0
|
)
|
|
$
|
3,519.0
|
|
Cost of sales
|
|
1,057.2
|
|
|
1,681.4
|
|
|
38.0
|
|
|
(25.5
|
)
|
|
2,751.1
|
|
|||||
Selling, general and administrative expense
|
|
157.9
|
|
|
165.9
|
|
|
79.0
|
|
|
—
|
|
|
402.8
|
|
|||||
Gain on sale of assets
|
|
(2.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.0
|
)
|
|||||
Other (income) expense
|
|
(0.8
|
)
|
|
(0.4
|
)
|
|
(7.4
|
)
|
|
—
|
|
|
(8.6
|
)
|
|||||
Income before income taxes
|
|
123.4
|
|
|
234.8
|
|
|
21.0
|
|
|
(3.5
|
)
|
|
375.7
|
|
|||||
Income tax expense
|
|
29.2
|
|
|
55.8
|
|
|
4.8
|
|
|
(0.8
|
)
|
|
89.0
|
|
|||||
Equity in net income of subsidiaries, net of tax
|
|
195.9
|
|
|
—
|
|
|
—
|
|
|
(195.9
|
)
|
|
—
|
|
|||||
Net income
|
|
290.1
|
|
|
179.0
|
|
|
16.2
|
|
|
(198.6
|
)
|
|
286.7
|
|
|||||
Net loss attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|
0.2
|
|
|
(0.5
|
)
|
|||||
Net income attributable to D.R. Horton, Inc.
|
|
$
|
290.1
|
|
|
$
|
179.0
|
|
|
$
|
16.9
|
|
|
$
|
(198.8
|
)
|
|
$
|
287.2
|
|
|
|
|
D.R.
Horton, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Revenues
|
|
$
|
1,163.8
|
|
|
$
|
2,052.4
|
|
|
$
|
116.5
|
|
|
$
|
—
|
|
|
$
|
3,332.7
|
|
Cost of sales
|
|
915.4
|
|
|
1,640.0
|
|
|
24.7
|
|
|
—
|
|
|
2,580.1
|
|
|||||
Selling, general and administrative expense
|
|
152.2
|
|
|
151.5
|
|
|
80.5
|
|
|
—
|
|
|
384.2
|
|
|||||
Gain on sale of assets
|
|
—
|
|
|
—
|
|
|
(13.4
|
)
|
|
—
|
|
|
(13.4
|
)
|
|||||
Other (income) expense
|
|
(0.4
|
)
|
|
—
|
|
|
(9.0
|
)
|
|
—
|
|
|
(9.4
|
)
|
|||||
Income before income taxes
|
|
96.6
|
|
|
260.9
|
|
|
33.7
|
|
|
—
|
|
|
391.2
|
|
|||||
Income tax expense
|
|
51.1
|
|
|
137.9
|
|
|
13.4
|
|
|
—
|
|
|
202.4
|
|
|||||
Equity in net income of subsidiaries, net of tax
|
|
143.3
|
|
|
—
|
|
|
—
|
|
|
(143.3
|
)
|
|
—
|
|
|||||
Net income
|
|
188.8
|
|
|
123.0
|
|
|
20.3
|
|
|
(143.3
|
)
|
|
188.8
|
|
|||||
Net loss attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|||||
Net income attributable to D.R. Horton, Inc.
|
|
$
|
188.8
|
|
|
$
|
123.0
|
|
|
$
|
20.8
|
|
|
$
|
(143.3
|
)
|
|
$
|
189.3
|
|
|
|
|
D.R.
Horton, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash (used in) provided by operating activities
|
|
$
|
(137.6
|
)
|
|
$
|
(244.2
|
)
|
|
$
|
33.7
|
|
|
$
|
(25.0
|
)
|
|
$
|
(373.1
|
)
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Expenditures for property and equipment
|
|
(10.2
|
)
|
|
(6.4
|
)
|
|
(3.6
|
)
|
|
—
|
|
|
(20.2
|
)
|
|||||
Proceeds from sale of assets
|
|
10.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10.4
|
|
|||||
Expenditures related to multi-family rental properties
|
|
—
|
|
|
—
|
|
|
(11.4
|
)
|
|
—
|
|
|
(11.4
|
)
|
|||||
Return of investment in unconsolidated entities
|
|
—
|
|
|
—
|
|
|
4.4
|
|
|
—
|
|
|
4.4
|
|
|||||
Net principal increase of other mortgage loans and real estate owned
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
—
|
|
|
(0.6
|
)
|
|||||
Intercompany advances
|
|
(129.9
|
)
|
|
—
|
|
|
—
|
|
|
129.9
|
|
|
—
|
|
|||||
Payments related to business acquisitions
|
|
(293.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(293.0
|
)
|
|||||
Net cash used in investing activities
|
|
(422.7
|
)
|
|
(6.4
|
)
|
|
(11.2
|
)
|
|
129.9
|
|
|
(310.4
|
)
|
|||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from notes payable
|
|
578.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
578.3
|
|
|||||
Repayment of notes payable
|
|
(275.0
|
)
|
|
(1.1
|
)
|
|
—
|
|
|
—
|
|
|
(276.1
|
)
|
|||||
Payments on mortgage repurchase facility, net
|
|
—
|
|
|
—
|
|
|
(163.8
|
)
|
|
—
|
|
|
(163.8
|
)
|
|||||
Intercompany advances
|
|
—
|
|
|
125.7
|
|
|
4.2
|
|
|
(129.9
|
)
|
|
—
|
|
|||||
Proceeds from stock associated with certain employee benefit plans
|
|
8.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.6
|
|
|||||
Cash paid for shares withheld for taxes
|
|
(4.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.1
|
)
|
|||||
Cash dividends paid
|
|
(56.0
|
)
|
|
—
|
|
|
(25.0
|
)
|
|
25.0
|
|
|
(56.0
|
)
|
|||||
Repurchases of common stock
|
|
(140.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(140.6
|
)
|
|||||
Distributions to noncontrolling interests, net
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|||||
Net cash provided by (used in) financing activities
|
|
111.2
|
|
|
124.6
|
|
|
(185.1
|
)
|
|
(104.9
|
)
|
|
(54.2
|
)
|
|||||
Decrease in cash, cash equivalents and restricted cash
|
|
(449.1
|
)
|
|
(126.0
|
)
|
|
(162.6
|
)
|
|
—
|
|
|
(737.7
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
|
914.7
|
|
|
160.7
|
|
|
430.6
|
|
|
—
|
|
|
1,506.0
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
465.6
|
|
|
$
|
34.7
|
|
|
$
|
268.0
|
|
|
$
|
—
|
|
|
$
|
768.3
|
|
|
|
D.R.
Horton, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash (used in) provided by operating activities
|
|
$
|
(3.0
|
)
|
|
$
|
(61.6
|
)
|
|
$
|
21.6
|
|
|
$
|
(32.0
|
)
|
|
$
|
(75.0
|
)
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Expenditures for property and equipment
|
|
(15.1
|
)
|
|
(7.8
|
)
|
|
(2.4
|
)
|
|
—
|
|
|
(25.3
|
)
|
|||||
Proceeds from sale of assets
|
|
—
|
|
|
—
|
|
|
24.8
|
|
|
—
|
|
|
24.8
|
|
|||||
Expenditures related to multi-family rental properties
|
|
—
|
|
|
—
|
|
|
(19.1
|
)
|
|
—
|
|
|
(19.1
|
)
|
|||||
Return of investment in unconsolidated entities
|
|
—
|
|
|
—
|
|
|
14.9
|
|
|
—
|
|
|
14.9
|
|
|||||
Net principal decrease of other mortgage loans and real estate owned
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|||||
Intercompany advances
|
|
2.7
|
|
|
—
|
|
|
—
|
|
|
(2.7
|
)
|
|
—
|
|
|||||
Payments related to business acquisitions, net of cash acquired
|
|
(558.3
|
)
|
|
—
|
|
|
401.9
|
|
|
—
|
|
|
(156.4
|
)
|
|||||
Net cash (used in) provided by investing activities
|
|
(570.7
|
)
|
|
(7.8
|
)
|
|
420.2
|
|
|
(2.7
|
)
|
|
(161.0
|
)
|
|||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from notes payable
|
|
1,112.8
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1,113.9
|
|
|||||
Repayment of notes payable
|
|
(815.2
|
)
|
|
(0.6
|
)
|
|
(10.0
|
)
|
|
—
|
|
|
(825.8
|
)
|
|||||
Payments on mortgage repurchase facility, net
|
|
—
|
|
|
—
|
|
|
(32.6
|
)
|
|
—
|
|
|
(32.6
|
)
|
|||||
Intercompany advances
|
|
—
|
|
|
(4.5
|
)
|
|
1.8
|
|
|
2.7
|
|
|
—
|
|
|||||
Proceeds from stock associated with certain employee benefit plans
|
|
14.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14.6
|
|
|||||
Cash paid for shares withheld for taxes
|
|
(10.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.3
|
)
|
|||||
Cash dividends paid
|
|
(47.0
|
)
|
|
—
|
|
|
(32.0
|
)
|
|
32.0
|
|
|
(47.0
|
)
|
|||||
Repurchases of common stock
|
|
(25.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25.4
|
)
|
|||||
Distributions to noncontrolling interests, net
|
|
—
|
|
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
|
(1.7
|
)
|
|||||
Net cash provided by (used in) financing activities
|
|
229.5
|
|
|
(5.1
|
)
|
|
(73.4
|
)
|
|
34.7
|
|
|
185.7
|
|
|||||
(Decrease) increase in cash, cash equivalents and restricted cash
|
|
(344.2
|
)
|
|
(74.5
|
)
|
|
368.4
|
|
|
—
|
|
|
(50.3
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
|
788.7
|
|
|
156.0
|
|
|
79.6
|
|
|
—
|
|
|
1,024.3
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
444.5
|
|
|
$
|
81.5
|
|
|
$
|
448.0
|
|
|
$
|
—
|
|
|
$
|
974.0
|
|
•
|
Maintaining a strong cash balance and overall liquidity position and controlling our level of debt.
|
•
|
Allocating and actively managing our inventory investments across our operating markets to diversify our geographic risk.
|
•
|
Offering new home communities that appeal to a broad range of entry-level, move-up, active adult and luxury homebuyers based on consumer demand in each market.
|
•
|
Modifying product offerings, sales pace, home prices and sales incentives as necessary in each of our markets to meet consumer demand and maintain affordability.
|
•
|
Delivering high quality homes to our customers and a positive experience both during and after the sale.
|
•
|
Managing our inventory of homes under construction relative to demand in each of our markets, including starting construction on unsold homes to capture new home demand and actively controlling the number of unsold, completed homes in inventory.
|
•
|
Investing in land and land development in desirable markets, while controlling the level of land and lots we own in each of our markets relative to the local new home demand.
|
•
|
Increasing the amount of land and finished lots controlled through option purchase contracts by expanding relationships with land developers across the country and growing our majority-owned Forestar lot development operations.
|
•
|
Pursuing acquisitions of companies to enhance and improve the returns of our homebuilding and other operations.
|
•
|
Controlling the cost of goods purchased from both vendors and subcontractors.
|
•
|
Improving the efficiency of our land development, construction, sales and other key operational activities.
|
•
|
Controlling our selling, general and administrative (SG&A) expense infrastructure to match production levels.
|
•
|
Homebuilding revenues
increased
6%
to
$3.4 billion
compared to
$3.2 billion
.
|
•
|
Homes closed
increased
7%
to
11,500
homes, and the average closing price of those homes was
$296,600
.
|
•
|
Net sales orders
increased
3%
to
11,042
homes, while the value of net sales orders was
$3.2 billion
in both periods.
|
•
|
Sales order backlog
increased
10%
to
13,565
homes, and the value of sales order backlog
increased
7%
to
$4.0 billion
.
|
•
|
Home sales gross margin
decreased
80
basis points to
20.0%
.
|
•
|
Homebuilding SG&A expense was
9.5%
of homebuilding revenues in both periods.
|
•
|
Homebuilding pre-tax income was
$354.3 million
compared to
$373.8 million
.
|
•
|
Homebuilding pre-tax income as a percentage of homebuilding revenues was
10.4%
compared to
11.6%
.
|
•
|
Net cash used in homebuilding operations was
$396.8 million
compared to
$101.6 million
.
|
•
|
Homebuilding cash and cash equivalents totaled
$537.5 million
compared to
$1.1 billion
and
$558.0 million
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Homebuilding inventories totaled
$10.9 billion
compared to
$9.9 billion
and
$9.7 billion
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Homes in inventory totaled
33,700
compared to
29,700
and
27,800
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Owned lots totaled
128,500
compared to
124,300
and
125,900
at
September 30, 2018
and
December 31, 2017
, respectively. Lots controlled through option purchase contracts totaled
180,900
compared to
164,200
and
133,500
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Homebuilding debt was
$2.7 billion
compared to
$2.4 billion
and
$2.7 billion
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Homebuilding debt to total capital was
23.2%
compared to
21.4%
at
September 30, 2018
and
25.9%
at
December 31, 2017
.
|
•
|
Forestar’s revenues
increased
25%
to
$38.5 million
compared to
$30.8 million
. Revenues in the current quarter included
$29.0 million
of revenue from land and lot sales to our homebuilding segment.
|
•
|
Forestar’s pre-tax income
increased
23%
to
$4.9 million
compared to
$4.0 million
. Pre-tax income in the current quarter included gross profit of
$4.6 million
from land and lot sales to our homebuilding segment.
|
•
|
Owned and controlled lots totaled
25,600
compared to
20,100
at
September 30, 2018
. Of these lots,
18,800
and
13,600
, respectively, were under contract to sell to or subject to a right of first offer with D.R. Horton.
|
•
|
Forestar’s cash and cash equivalents totaled
$154.2 million
compared to
$318.8 million
at
September 30, 2018
.
|
•
|
Forestar’s inventories totaled
$693.2 million
compared to
$498.0 million
at
September 30, 2018
.
|
•
|
Financial services revenues
increased
5%
to
$85.3 million
compared to
$81.0 million
.
|
•
|
Financial services pre-tax income
increased
6%
to
$23.6 million
compared to
$22.2 million
.
|
•
|
Financial services pre-tax income as a percentage of financial services revenues was
27.7%
compared to
27.4%
.
|
•
|
Consolidated pre-tax income was
$375.7 million
compared to
$391.2 million
.
|
•
|
Consolidated pre-tax income as a percentage of consolidated revenues was
10.7%
compared to
11.7%
.
|
•
|
Income tax expense was
$89.0 million
compared to
$202.4 million
. Income tax expense in the prior year quarter included a charge of
$108.7 million
as a result of the Tax Cuts and Jobs Act.
|
•
|
Net income attributable to D.R. Horton
increased
52%
to
$287.2 million
compared to
$189.3 million
.
|
•
|
Diluted earnings per common share attributable to D.R. Horton
increased
55%
to
$0.76
compared to
$0.49
.
|
•
|
Net cash used in operations was
$373.1 million
compared to
$75.0 million
.
|
•
|
Stockholders’ equity was
$9.1 billion
compared to
$9.0 billion
and
$7.9 billion
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Book value per common share
increased
to $
24.45
compared to $
23.88
and $
20.98
at
September 30, 2018
and
December 31, 2017
, respectively.
|
•
|
Debt to total capital was
26.8%
compared to
26.3%
at
September 30, 2018
and
29.2%
at
December 31, 2017
.
|
State
|
|
Reporting Region/Market
|
|
State
|
|
Reporting Region/Market
|
|
|
|
|
|
|
|
|
|
East Region
|
|
|
|
Southeast Region
|
Delaware
|
|
Central Delaware
|
|
Alabama
|
|
Birmingham
|
|
|
Northern Delaware
|
|
|
|
Huntsville
|
Georgia
|
|
Savannah
|
|
|
|
Mobile/Baldwin County
|
Maryland
|
|
Baltimore
|
|
|
|
Montgomery
|
|
|
Suburban Washington, D.C.
|
|
|
|
Tuscaloosa
|
New Jersey
|
|
Northern New Jersey
|
|
Florida
|
|
Fort Myers/Naples
|
|
|
Southern New Jersey
|
|
|
|
Jacksonville
|
North Carolina
|
|
Charlotte
|
|
|
|
Lakeland
|
|
|
Greensboro/Winston-Salem
|
|
|
|
Melbourne/Vero Beach
|
|
|
Raleigh/Durham
|
|
|
|
Miami/Fort Lauderdale
|
|
|
Wilmington
|
|
|
|
Ocala
|
Pennsylvania
|
|
Philadelphia
|
|
|
|
Orlando
|
South Carolina
|
|
Charleston
|
|
|
|
Pensacola/Panama City
|
|
|
Columbia
|
|
|
|
Port St. Lucie
|
|
|
Greenville/Spartanburg
|
|
|
|
Tampa/Sarasota
|
|
|
Hilton Head
|
|
|
|
Volusia County
|
|
|
Myrtle Beach
|
|
|
|
West Palm Beach
|
Virginia
|
|
Northern Virginia
|
|
Georgia
|
|
Atlanta
|
|
|
Southern Virginia
|
|
|
|
Augusta
|
|
|
|
|
Mississippi
|
|
Gulf Coast
|
|
|
Midwest Region
|
|
Tennessee
|
|
Knoxville
|
Colorado
|
|
Denver
|
|
|
|
Nashville
|
|
|
Fort Collins
|
|
|
|
|
Illinois
|
|
Chicago
|
|
|
|
West Region
|
Indiana
|
|
Fort Wayne
|
|
California
|
|
Bakersfield
|
|
|
Indianapolis
|
|
|
|
Bay Area
|
Iowa
|
|
Des Moines
|
|
|
|
Fresno
|
Minnesota
|
|
Minneapolis/St. Paul
|
|
|
|
Los Angeles County
|
Ohio
|
|
Columbus
|
|
|
|
Orange County
|
|
|
|
|
|
|
Riverside County
|
|
|
South Central Region
|
|
|
|
Sacramento
|
Louisiana
|
|
Baton Rouge
|
|
|
|
San Bernardino County
|
|
|
Lafayette
|
|
|
|
San Diego County
|
Oklahoma
|
|
Oklahoma City
|
|
|
|
Ventura County
|
Texas
|
|
Austin
|
|
Hawaii
|
|
Hawaii
|
|
|
Dallas
|
|
|
|
Kauai
|
|
|
Fort Worth
|
|
|
|
Maui
|
|
|
Houston
|
|
|
|
Oahu
|
|
|
Killeen/Temple/Waco
|
|
Nevada
|
|
Las Vegas
|
|
|
Midland/Odessa
|
|
|
|
Reno
|
|
|
New Braunfels/San Marcos
|
|
Oregon
|
|
Portland/Salem
|
|
|
San Antonio
|
|
Utah
|
|
Salt Lake City
|
|
|
|
|
Washington
|
|
Seattle/Tacoma/Everett
|
|
|
Southwest Region
|
|
|
|
Spokane
|
Arizona
|
|
Phoenix
|
|
|
|
Vancouver
|
|
|
Tucson
|
|
|
|
|
New Mexico
|
|
Albuquerque
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales Orders
(1)
|
|||||||||||||||||||||||||||
|
|
Three Months Ended December 31,
|
|||||||||||||||||||||||||||
|
|
Net Homes Sold
|
|
Value (In millions)
|
|
Average Selling Price
|
|||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
%
Change |
|
2018
|
|
2017
|
|
%
Change |
|
2018
|
|
2017
|
|
%
Change |
|||||||||||
East
|
|
1,570
|
|
1,430
|
|
10
|
%
|
|
$
|
444.9
|
|
|
$
|
398.5
|
|
|
12
|
%
|
|
$
|
283,400
|
|
|
$
|
278,700
|
|
|
2
|
%
|
Midwest
|
|
532
|
|
377
|
|
41
|
%
|
|
196.9
|
|
|
144.9
|
|
|
36
|
%
|
|
370,100
|
|
|
384,400
|
|
|
(4
|
)%
|
||||
Southeast
|
|
3,616
|
|
3,632
|
|
—
|
%
|
|
963.3
|
|
|
976.3
|
|
|
(1
|
)%
|
|
266,400
|
|
|
268,800
|
|
|
(1
|
)%
|
||||
South Central
|
|
3,395
|
|
3,026
|
|
12
|
%
|
|
855.8
|
|
|
760.8
|
|
|
12
|
%
|
|
252,100
|
|
|
251,400
|
|
|
—
|
%
|
||||
Southwest
|
|
530
|
|
701
|
|
(24
|
)%
|
|
134.9
|
|
|
165.1
|
|
|
(18
|
)%
|
|
254,500
|
|
|
235,500
|
|
|
8
|
%
|
||||
West
|
|
1,399
|
|
1,587
|
|
(12
|
)%
|
|
629.4
|
|
|
777.0
|
|
|
(19
|
)%
|
|
449,900
|
|
|
489,600
|
|
|
(8
|
)%
|
||||
|
|
11,042
|
|
10,753
|
|
3
|
%
|
|
$
|
3,225.2
|
|
|
$
|
3,222.6
|
|
|
—
|
%
|
|
$
|
292,100
|
|
|
$
|
299,700
|
|
|
(3
|
)%
|
|
|
Sales Order Cancellations
|
||||||||||||||||
|
|
Three Months Ended December 31,
|
||||||||||||||||
|
|
Cancelled Sales Orders
|
|
Value (In millions)
|
|
Cancellation Rate
(2)
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||
East
|
|
499
|
|
390
|
|
$
|
140.0
|
|
|
$
|
111.2
|
|
|
24
|
%
|
|
21
|
%
|
Midwest
|
|
107
|
|
52
|
|
38.0
|
|
|
20.8
|
|
|
17
|
%
|
|
12
|
%
|
||
Southeast
|
|
1,219
|
|
1,121
|
|
326.7
|
|
|
294.6
|
|
|
25
|
%
|
|
24
|
%
|
||
South Central
|
|
1,056
|
|
933
|
|
263.7
|
|
|
231.2
|
|
|
24
|
%
|
|
24
|
%
|
||
Southwest
|
|
286
|
|
208
|
|
71.1
|
|
|
47.7
|
|
|
35
|
%
|
|
23
|
%
|
||
West
|
|
319
|
|
278
|
|
147.4
|
|
|
135.9
|
|
|
19
|
%
|
|
15
|
%
|
||
|
|
3,486
|
|
2,982
|
|
$
|
986.9
|
|
|
$
|
841.4
|
|
|
24
|
%
|
|
22
|
%
|
(1)
|
Net sales orders represent the number and dollar value of new sales contracts executed with customers (gross sales orders), net of cancelled sales orders.
|
(2)
|
Cancellation rate represents the number of cancelled sales orders divided by gross sales orders.
|
|
|
Sales Order Backlog
|
|||||||||||||||||||||||||||
|
|
As of December 31,
|
|||||||||||||||||||||||||||
|
|
Homes in Backlog
|
|
Value (In millions)
|
|
Average Selling Price
|
|||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
%
Change
|
|
2018
|
|
2017
|
|
%
Change
|
|
2018
|
|
2017
|
|
%
Change
|
|||||||||||
East
|
|
1,915
|
|
1,586
|
|
21
|
%
|
|
$
|
569.0
|
|
|
$
|
458.3
|
|
|
24
|
%
|
|
$
|
297,100
|
|
|
$
|
289,000
|
|
|
3
|
%
|
Midwest
|
|
893
|
|
388
|
|
130
|
%
|
|
302.9
|
|
|
156.0
|
|
|
94
|
%
|
|
339,200
|
|
|
402,100
|
|
|
(16
|
)%
|
||||
Southeast
|
|
4,054
|
|
3,945
|
|
3
|
%
|
|
1,122.1
|
|
|
1,092.6
|
|
|
3
|
%
|
|
276,800
|
|
|
277,000
|
|
|
—
|
%
|
||||
South Central
|
|
4,409
|
|
3,804
|
|
16
|
%
|
|
1,135.2
|
|
|
970.6
|
|
|
17
|
%
|
|
257,500
|
|
|
255,200
|
|
|
1
|
%
|
||||
Southwest
|
|
897
|
|
852
|
|
5
|
%
|
|
242.9
|
|
|
201.9
|
|
|
20
|
%
|
|
270,800
|
|
|
237,000
|
|
|
14
|
%
|
||||
West
|
|
1,397
|
|
1,719
|
|
(19
|
)%
|
|
664.2
|
|
|
884.7
|
|
|
(25
|
)%
|
|
475,400
|
|
|
514,700
|
|
|
(8
|
)%
|
||||
|
|
13,565
|
|
12,294
|
|
10
|
%
|
|
$
|
4,036.3
|
|
|
$
|
3,764.1
|
|
|
7
|
%
|
|
$
|
297,600
|
|
|
$
|
306,200
|
|
|
(3
|
)%
|
|
|
Homes Closed and Home Sales Revenue
|
|||||||||||||||||||||||||||
|
|
Three Months Ended December 31,
|
|||||||||||||||||||||||||||
|
|
Homes Closed
|
|
Value (In millions)
|
|
Average Selling Price
|
|||||||||||||||||||||||
|
|
2018
|
|
2017
|
|
%
Change
|
|
2018
|
|
2017
|
|
%
Change
|
|
2018
|
|
2017
|
|
%
Change
|
|||||||||||
East
|
|
1,558
|
|
1,388
|
|
12
|
%
|
|
$
|
445.9
|
|
|
$
|
393.0
|
|
|
13
|
%
|
|
$
|
286,200
|
|
|
$
|
283,100
|
|
|
1
|
%
|
Midwest
|
|
671
|
|
408
|
|
64
|
%
|
|
244.7
|
|
|
161.4
|
|
|
52
|
%
|
|
364,700
|
|
|
395,600
|
|
|
(8
|
)%
|
||||
Southeast
|
|
3,783
|
|
3,744
|
|
1
|
%
|
|
1,013.4
|
|
|
988.6
|
|
|
3
|
%
|
|
267,900
|
|
|
264,000
|
|
|
1
|
%
|
||||
South Central
|
|
3,478
|
|
3,178
|
|
9
|
%
|
|
872.4
|
|
|
808.4
|
|
|
8
|
%
|
|
250,800
|
|
|
254,400
|
|
|
(1
|
)%
|
||||
Southwest
|
|
561
|
|
692
|
|
(19
|
)%
|
|
143.6
|
|
|
155.9
|
|
|
(8
|
)%
|
|
256,000
|
|
|
225,300
|
|
|
14
|
%
|
||||
West
|
|
1,449
|
|
1,378
|
|
5
|
%
|
|
690.6
|
|
|
677.2
|
|
|
2
|
%
|
|
476,600
|
|
|
491,400
|
|
|
(3
|
)%
|
||||
|
|
11,500
|
|
10,788
|
|
7
|
%
|
|
$
|
3,410.6
|
|
|
$
|
3,184.5
|
|
|
7
|
%
|
|
$
|
296,600
|
|
|
$
|
295,200
|
|
|
—
|
%
|
|
|
Three Months Ended December 31,
|
||||||||||||||||||||
|
|
2018
|
|
2017
|
||||||||||||||||||
|
|
Homebuilding
Revenues
|
|
Homebuilding
Pre-tax
Income (1)
|
|
% of
Revenues
|
|
Homebuilding
Revenues
|
|
Homebuilding
Pre-tax
Income (1)
|
|
% of
Revenues
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||||
East
|
|
$
|
447.5
|
|
|
$
|
38.0
|
|
|
8.5
|
%
|
|
$
|
393.0
|
|
|
$
|
45.0
|
|
|
11.5
|
%
|
Midwest
|
|
249.0
|
|
|
10.6
|
|
|
4.3
|
%
|
|
161.4
|
|
|
13.3
|
|
|
8.2
|
%
|
||||
Southeast
|
|
1,013.9
|
|
|
112.3
|
|
|
11.1
|
%
|
|
988.7
|
|
|
122.5
|
|
|
12.4
|
%
|
||||
South Central
|
|
872.5
|
|
|
106.0
|
|
|
12.1
|
%
|
|
808.8
|
|
|
101.5
|
|
|
12.5
|
%
|
||||
Southwest
|
|
143.6
|
|
|
17.6
|
|
|
12.3
|
%
|
|
156.4
|
|
|
14.7
|
|
|
9.4
|
%
|
||||
West
|
|
690.8
|
|
|
69.8
|
|
|
10.1
|
%
|
|
712.6
|
|
|
76.8
|
|
|
10.8
|
%
|
||||
|
|
$
|
3,417.3
|
|
|
$
|
354.3
|
|
|
10.4
|
%
|
|
$
|
3,220.9
|
|
|
$
|
373.8
|
|
|
11.6
|
%
|
(1)
|
Expenses maintained at the corporate level consist primarily of interest and property taxes, which are capitalized and amortized to cost of sales or expensed directly, and the expenses related to operating our corporate office. The amortization of capitalized interest and property taxes is allocated to each segment based on the segment’s cost of sales, while expenses associated with the corporate office are allocated to each segment based on the segment’s inventory balances.
|
|
As of December 31, 2018
|
||||||||||||||||||
|
Construction in Progress and
Finished Homes
|
|
Residential Land/Lots
Developed and Under
Development
|
|
Land Held
for Development
|
|
Land Held
for Sale
|
|
Total Inventory
|
||||||||||
|
(In millions)
|
||||||||||||||||||
East
|
$
|
762.8
|
|
|
$
|
535.6
|
|
|
$
|
10.2
|
|
|
$
|
2.5
|
|
|
$
|
1,311.1
|
|
Midwest
|
470.8
|
|
|
358.4
|
|
|
1.8
|
|
|
0.7
|
|
|
831.7
|
|
|||||
Southeast
|
1,535.0
|
|
|
1,253.7
|
|
|
31.6
|
|
|
5.7
|
|
|
2,826.0
|
|
|||||
South Central
|
1,330.3
|
|
|
1,279.8
|
|
|
0.3
|
|
|
0.3
|
|
|
2,610.7
|
|
|||||
Southwest
|
238.4
|
|
|
299.4
|
|
|
1.6
|
|
|
—
|
|
|
539.4
|
|
|||||
West
|
1,380.4
|
|
|
1,115.9
|
|
|
14.4
|
|
|
36.7
|
|
|
2,547.4
|
|
|||||
Corporate and unallocated (1)
|
122.7
|
|
|
106.7
|
|
|
1.4
|
|
|
1.1
|
|
|
231.9
|
|
|||||
|
$
|
5,840.4
|
|
|
$
|
4,949.5
|
|
|
$
|
61.3
|
|
|
$
|
47.0
|
|
|
$
|
10,898.2
|
|
|
As of September 30, 2018
|
||||||||||||||||||
|
Construction in Progress and
Finished Homes
|
|
Residential Land/Lots
Developed and Under
Development
|
|
Land Held
for Development
|
|
Land Held
for Sale
|
|
Total Inventory
|
||||||||||
|
(In millions)
|
||||||||||||||||||
East
|
$
|
648.6
|
|
|
$
|
529.5
|
|
|
$
|
10.1
|
|
|
$
|
3.8
|
|
|
$
|
1,192.0
|
|
Midwest
|
369.9
|
|
|
208.0
|
|
|
1.8
|
|
|
3.4
|
|
|
583.1
|
|
|||||
Southeast
|
1,388.4
|
|
|
1,248.5
|
|
|
31.5
|
|
|
0.3
|
|
|
2,668.7
|
|
|||||
South Central
|
1,222.5
|
|
|
1,216.3
|
|
|
0.3
|
|
|
0.3
|
|
|
2,439.4
|
|
|||||
Southwest
|
194.8
|
|
|
303.2
|
|
|
1.7
|
|
|
—
|
|
|
499.7
|
|
|||||
West
|
1,146.5
|
|
|
1,076.1
|
|
|
14.4
|
|
|
31.5
|
|
|
2,268.5
|
|
|||||
Corporate and unallocated (1)
|
113.7
|
|
|
107.7
|
|
|
1.4
|
|
|
0.9
|
|
|
223.7
|
|
|||||
|
$
|
5,084.4
|
|
|
$
|
4,689.3
|
|
|
$
|
61.2
|
|
|
$
|
40.2
|
|
|
$
|
9,875.1
|
|
(1)
|
Corporate and unallocated inventory consists primarily of capitalized interest and property taxes.
|
|
As of December 31, 2018
|
|||||||||
|
Land/Lots
Owned (1)
|
|
Lots Controlled
Under
Land and Lot
Option Purchase
Contracts (2)(3)
|
|
Total
Land/Lots
Owned and
Controlled
|
|
Homes
in
Inventory (4)
|
|||
East
|
10,700
|
|
|
22,400
|
|
|
33,100
|
|
|
4,800
|
Midwest
|
7,900
|
|
|
13,800
|
|
|
21,700
|
|
|
2,400
|
Southeast
|
36,700
|
|
|
76,800
|
|
|
113,500
|
|
|
10,200
|
South Central
|
44,300
|
|
|
48,000
|
|
|
92,300
|
|
|
9,600
|
Southwest
|
7,200
|
|
|
5,600
|
|
|
12,800
|
|
|
1,800
|
West
|
21,700
|
|
|
14,300
|
|
|
36,000
|
|
|
4,900
|
|
128,500
|
|
|
180,900
|
|
|
309,400
|
|
|
33,700
|
|
42
|
%
|
|
58
|
%
|
|
100
|
%
|
|
|
|
As of September 30, 2018
|
|||||||||
|
Land/Lots
Owned (1)
|
|
Lots Controlled
Under
Land and Lot
Option Purchase
Contracts (2)(3)
|
|
Total
Land/Lots
Owned and
Controlled
|
|
Homes
in
Inventory (4)
|
|||
East
|
11,900
|
|
|
19,400
|
|
|
31,300
|
|
|
4,000
|
Midwest
|
3,800
|
|
|
9,300
|
|
|
13,100
|
|
|
1,800
|
Southeast
|
37,100
|
|
|
70,400
|
|
|
107,500
|
|
|
9,500
|
South Central
|
42,900
|
|
|
45,700
|
|
|
88,600
|
|
|
8,800
|
Southwest
|
7,600
|
|
|
5,000
|
|
|
12,600
|
|
|
1,500
|
West
|
21,000
|
|
|
14,400
|
|
|
35,400
|
|
|
4,100
|
|
124,300
|
|
|
164,200
|
|
|
288,500
|
|
|
29,700
|
|
43
|
%
|
|
57
|
%
|
|
100
|
%
|
|
|
(1)
|
Land/lots owned include approximately
36,600
and
35,100
owned lots that are fully developed and ready for home construction at
December 31, 2018
and
September 30, 2018
, respectively. Land/lots owned also include land held for development representing
1,700
lots at both
December 31, 2018
and
September 30, 2018
.
|
(2)
|
The total remaining purchase price of lots controlled through land and lot option purchase contracts at
December 31, 2018
and
September 30, 2018
was
$6.9 billion
and
$6.5 billion
, respectively, secured by earnest money deposits of
$449.1 million
and
$401.1 million
, respectively. The total remaining purchase price of lots controlled at
December 31, 2018
included
$706.4 million
related to lot option contracts with Forestar, secured by
$65.0 million
of earnest money. The total remaining purchase price of lots controlled at
September 30, 2018
included
$522.2 million
related to lot option contracts with Forestar, secured by
$48.0 million
of earnest money.
|
(3)
|
Lots controlled at
December 31, 2018
include approximately
18,800
lots owned or controlled by Forestar,
9,400
of which our homebuilding divisions have under contract to purchase and
9,400
of which our homebuilding divisions have a right of first offer to purchase. Of these, approximately
6,600
lots were in our Southeast region,
4,400
lots were in our South Central region,
3,600
lots were in our West region,
2,000
lots were in our East region,
1,500
lots were in our Southwest region and
700
lots were in our Midwest region. Lots controlled at
September 30, 2018
included approximately
13,600
lots owned or controlled by Forestar,
5,500
of which our homebuilding divisions had under contract to purchase and
8,100
of which our homebuilding divisions had a right of first offer to purchase.
|
(4)
|
Homes in inventory include approximately
1,900
and
1,800
model homes at
December 31, 2018
and
September 30, 2018
, respectively. Approximately
20,100
and
16,400
of our homes in inventory were unsold at
December 31, 2018
and
September 30, 2018
, respectively. At
December 31, 2018
, approximately
4,900
of our unsold homes were completed, of which approximately
500
homes had been completed for more than six months. At
September 30, 2018
, approximately
4,000
of our unsold homes were completed, of which approximately
400
homes had been completed for more than six months.
|
|
Three Months Ended
December 31, 2018 |
|
For the Period from October 5, 2017 to
December 31, 2017 |
||||
|
(In millions)
|
||||||
Residential land and lot sales
|
$
|
35.0
|
|
|
$
|
23.7
|
|
Commercial lot sales
|
3.5
|
|
|
7.1
|
|
||
Total revenues
|
$
|
38.5
|
|
|
$
|
30.8
|
|
Cost of sales
|
30.7
|
|
|
19.3
|
|
||
Selling, general and administrative expense
|
5.7
|
|
|
13.6
|
|
||
Gain on sale of assets
|
(0.9
|
)
|
|
—
|
|
||
Interest expense
|
—
|
|
|
2.1
|
|
||
Other (income) expense
|
(1.9
|
)
|
|
(8.2
|
)
|
||
Income before income taxes
|
$
|
4.9
|
|
|
$
|
4.0
|
|
|
|
Three Months Ended December 31,
|
|||||||
|
|
2018
|
|
2017
|
|
% Change
|
|||
Number of first-lien loans originated or brokered by DHI Mortgage for D.R. Horton homebuyers
|
|
6,244
|
|
|
6,014
|
|
|
4
|
%
|
Number of homes closed by D.R. Horton
|
|
11,500
|
|
|
10,788
|
|
|
7
|
%
|
Percentage of D.R. Horton homes financed by DHI Mortgage
|
|
54
|
%
|
|
56
|
%
|
|
|
|
Number of total loans originated or brokered by DHI Mortgage for D.R. Horton homebuyers
|
|
6,261
|
|
|
6,046
|
|
|
4
|
%
|
Total number of loans originated or brokered by DHI Mortgage
|
|
6,398
|
|
|
6,288
|
|
|
2
|
%
|
Captive business percentage
|
|
98
|
%
|
|
96
|
%
|
|
|
|
Loans sold by DHI Mortgage to third parties
|
|
7,047
|
|
|
6,342
|
|
|
11
|
%
|
|
|
Three Months Ended December 31,
|
|||||||||
|
|
2018
|
|
2017
|
|
% Change
|
|||||
|
|
(In millions)
|
|||||||||
Loan origination fees
|
|
$
|
3.2
|
|
|
$
|
3.5
|
|
|
(9
|
)%
|
Sale of servicing rights and gains from sale of mortgage loans
|
|
59.9
|
|
|
57.0
|
|
|
5
|
%
|
||
Other revenues
|
|
4.5
|
|
|
4.0
|
|
|
13
|
%
|
||
Total mortgage operations revenues
|
|
67.6
|
|
|
64.5
|
|
|
5
|
%
|
||
Title policy premiums
|
|
17.7
|
|
|
16.5
|
|
|
7
|
%
|
||
Total revenues
|
|
85.3
|
|
|
81.0
|
|
|
5
|
%
|
||
General and administrative expense
|
|
65.6
|
|
|
61.7
|
|
|
6
|
%
|
||
Other (income) expense
|
|
(3.9
|
)
|
|
(2.9
|
)
|
|
34
|
%
|
||
Financial services pre-tax income
|
|
$
|
23.6
|
|
|
$
|
22.2
|
|
|
6
|
%
|
|
|
Percentages of
Financial Services Revenues
|
||||
|
|
Three Months Ended
December 31, |
||||
|
|
2018
|
|
2017
|
||
General and administrative expense
|
|
76.9
|
%
|
|
76.2
|
%
|
Other (income) expense
|
|
(4.6
|
)%
|
|
(3.6
|
)%
|
Financial services pre-tax income
|
|
27.7
|
%
|
|
27.4
|
%
|
•
|
the cyclical nature of the homebuilding industry and changes in economic, real estate and other conditions;
|
•
|
constriction of the credit and public capital markets, which could limit our ability to access capital and increase our costs of capital;
|
•
|
reductions in the availability of mortgage financing provided by government agencies, changes in government financing programs, a decrease in our ability to sell mortgage loans on attractive terms or an increase in mortgage interest rates;
|
•
|
the risks associated with our land and lot inventory;
|
•
|
our ability to effect our growth strategies, acquisitions or investments successfully;
|
•
|
the impact of an inflationary, deflationary or higher interest rate environment;
|
•
|
home warranty and construction defect claims;
|
•
|
the effects of health and safety incidents;
|
•
|
the effects of negative publicity;
|
•
|
supply shortages and other risks of acquiring land, building materials and skilled labor;
|
•
|
reductions in the availability of performance bonds;
|
•
|
increases in the costs of owning a home;
|
•
|
the effects of governmental regulations and environmental matters on our homebuilding and land development operations;
|
•
|
the effects of governmental regulations on our financial services operations;
|
•
|
our significant debt and our ability to comply with related debt covenants, restrictions and limitations;
|
•
|
competitive conditions within the homebuilding and financial services industries;
|
•
|
the effects of the loss of key personnel; and
|
•
|
information technology failures and data security breaches.
|
|
|
Nine Months
Ending September 30, 2019 |
|
Fiscal Year Ending September 30,
|
|
Fair Value at December 31, 2018
|
||||||||||||||||||||||||||||||
|
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
|
||||||||||||||||||||
|
|
($ in millions)
|
||||||||||||||||||||||||||||||||||
Debt:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Fixed rate
|
|
$
|
503.0
|
|
|
$
|
619.0
|
|
|
$
|
403.3
|
|
|
$
|
350.0
|
|
|
$
|
700.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,575.3
|
|
|
$
|
2,592.2
|
|
Average interest rate
|
|
3.9
|
%
|
|
4.0
|
%
|
|
2.8
|
%
|
|
4.5
|
%
|
|
5.5
|
%
|
|
—
|
%
|
|
—
|
%
|
|
4.3
|
%
|
|
|
||||||||||
Variable rate
|
|
$
|
473.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
300.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
773.9
|
|
|
$
|
773.9
|
|
Average interest rate
|
|
4.4
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
4.1
|
%
|
|
—
|
%
|
|
—
|
%
|
|
4.2
|
%
|
|
|
|
Total Number of Shares Purchased (1)
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Shares that may yet be Purchased Under the Plans or Programs (1)
(In millions)
|
||||||
October 1, 2018 - October 31, 2018
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
375.5
|
|
November 1, 2018 - November 30, 2018
|
3,050,000
|
|
|
34.41
|
|
|
3,050,000
|
|
|
270.5
|
|
||
December 1, 2018 - December 31, 2018
|
1,050,000
|
|
|
33.91
|
|
|
1,050,000
|
|
|
234.9
|
|
||
Total
|
4,100,000
|
|
|
$
|
34.28
|
|
|
4,100,000
|
|
|
$
|
234.9
|
|
(a)
|
Exhibits.
|
||
|
2.1
|
|
|
|
3.1
|
|
|
|
3.2
|
|
|
|
10.1
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
32.2
|
|
|
|
101
|
|
The following financial statements from D.R. Horton, Inc.'s Quarterly Report on Form 10-Q for the quarter ended December 31, 2018, filed on January 29, 2019, formatted in XBRL (Extensible Business Reporting Language); (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Total Equity, (iv) Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements. (*)
|
|
*
|
|
Filed herewith.
|
|
(1)
|
|
Incorporated by reference from Exhibit 2.1 to the Company’s Current Report on Form 8-K dated June 29, 2017, filed with the SEC on June 29, 2017.
|
|
(2)
|
|
Incorporated by reference from Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2005, filed with the SEC on February 2, 2006.
|
|
(3)
|
|
Incorporated by reference from Exhibit 3.1 to the Company’s Current Report on Form 8-K dated November 2, 2017, filed with the SEC on November 8, 2017.
|
|
(4)
|
|
Incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K dated November 6, 2018, filed with the SEC on November 9, 2018.
|
|
|
|
D.R. HORTON, INC.
|
Date:
|
January 29, 2019
|
By:
|
/s/ Bill W. Wheat
|
|
|
|
Bill W. Wheat, on behalf of D.R. Horton, Inc.,
|
|
|
|
as Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial and Principal Accounting Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of D.R. Horton, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
/s/ D
AVID
V. A
ULD
|
|
By:
|
|
David V. Auld
President and Chief Executive Officer
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of D.R. Horton, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
/s/ B
ILL
W. W
HEAT
|
|
By:
|
|
Bill W. Wheat
Executive Vice President and
Chief Financial Officer
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
|
January 29, 2019
|
|
|
/s/ D
AVID
V. A
ULD
|
|
|
|
By:
|
|
David V. Auld
President and Chief Executive Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
|
January 29, 2019
|
|
|
/s/ B
ILL
W. W
HEAT
|
|
|
|
By:
|
|
Bill W. Wheat
Executive Vice President and
Chief Financial Officer
|